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  Exhibit 4.5    
    


 
 

  SIXTH SUPPLEMENTAL INDENTURE    
    


 DATED AS OF June 27, 2008  


 to  


 INDENTURE  


 dated as of September 22, 2005  


 among  


 MOLSON COORS CAPITAL FINANCE ULC,  


 as Issuer,  


 THE GUARANTORS NAMED THEREIN,  


 as Guarantors,  


 THE BANK OF NEW YORK TRUST COMPANY, N.A.,  


 as U.S. Trustee  


 and  


 COMPUTERSHARE TRUST COMPANY OF CANADA  


 as Canadian Trustee  









        SIXTH
SUPPLEMENTAL INDENTURE, dated as of June 27, 2008 (this "Sixth Supplemental Indenture"), to the Indenture dated as of
September 22, 2005, as supplemented by the First Supplemental Indenture and Second Supplemental Indenture thereto, each dated as of September 22, 2005, the Third Supplemental Indenture
thereto dated as of April 10, 2007, the Fourth Supplemental Indenture thereto dated as of February 1, 2008, and the Fifth Supplemental Indenture thereto dated as of May 23, 2008
(collectively, the "Original Indenture" and, together with this Sixth Supplemental Indenture, the
"Indenture"), among Molson Coors Capital Finance ULC, a Nova Scotia unlimited liability company (the
"Company"), Molson Coors Brewing Company, a Delaware corporation, Coors Brewing Company, a Colorado corporation, Coors Distributing Company, a Colorado
corporation, Coors Worldwide, Inc., a Colorado corporation, Coors International Market Development, L.L.L.P., a Colorado limited liability limited partnership, Coors Global
Properties, Inc., a Colorado corporation, Coors Intercontinental, Inc., a Colorado corporation, Coors Brewing Company International, Inc., a Colorado corporation, Molson Coors
International L.P., a Delaware limited partnership, CBC Holdco, Inc., a Colorado corporation, MCBC International Holdco, Inc., a Colorado corporation, Molson Coors International
General, ULC, a Nova Scotia unlimited liability company, Coors International Holdco, ULC, a Nova Scotia unlimited liability company, Molson Coors Callco ULC, a Nova Scotia
unlimited liability company (collectively, the "Guarantors"), The Bank of New York Trust Company, N.A., as successor to TD Banknorth, National
Association, as U.S. Trustee (the "U.S. Trustee") and Computershare Trust Company of Canada, a trust company duly incorporated and existing under the
laws of Canada, as successor to The Canada Trust Company, as Canadian Trustee (the "Canadian Trustee" and together with the U.S. Trustee, the
"Trustees"). 


        WHEREAS,
the Company, the Guarantors and the Trustees are authorized to enter into this Sixth Supplemental Indenture pursuant to Section 9.01 of the Original Indenture; 



        WHEREAS,
Coors Distributing Company ("CDC"), a Guarantor, has merged (the "Merger") with
and into Coors Brewing Company ("CBC"), a Guarantor, with CBC being the surviving Person; and 


        WHEREAS,
Section 5.01(b) of the Indenture requires that when a Guarantor merges with or into another Person, the surviving Person shall expressly assume all of the obligations of
such Guarantor, if any, under its Subsidiary Guaranty. 



        NOW,
THEREFORE, THIS SIXTH SUPPLEMENTAL INDENTURE WITNESSETH: 


        That
the parties hereto hereby agree as follows: 


        Section 1    Defined Terms; Rules of Interpretation.    Capitalized terms used herein and not otherwise defined
herein shall have the respective meanings ascribed thereto in the Indenture. The rules of interpretation set forth in the Indenture shall be applied hereto as if set forth in full herein. 



        Section 2    Assumption of Obligations.    CBC hereby expressly assumes all of the obligations of CDC under its
Subsidiary Guaranty. 


        Section 3    Ratification of Original Indenture: Supplemental Indentures Part of Original Indenture.    Except
as expressly amended or supplemented hereby, the Original Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and
effect. This Sixth Supplemental Indenture shall form a part of the Original Indenture for all purposes, and every Holder of any Securities heretofore or hereafter authenticated and delivered
pursuant thereto shall be bound hereby. Except only insofar as the Original Indenture may be inconsistent with the express provisions of this Sixth Supplemental Indenture, in which case the terms of
this Sixth Supplemental Indenture shall govern and supersede those contained in the Original Indenture, this Sixth Supplemental Indenture shall henceforth have effect so far as practicable as if all
the provisions of the Original Indenture were contained in one instrument. 


        Section 4    Counterparts.    This Sixth Supplemental Indenture may be executed in any number of counterparts,
each of which when so executed shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument. 








        Section 5    Governing Law.    This Sixth Supplemental Indenture shall be governed by, and construed in
accordance with, the laws of the State of New York but without giving effect to applicable principles of conflicts of law to the extent that the application of the laws of another jurisdiction would
be required thereby. 


        Section 6    Concerning the Trustees.    In carrying out the Trustees' responsibilities hereunder, the Trustees
shall have all of the rights, protections, and immunities which the Trustees possess under the Indenture.
The recitals contained herein shall be taken as the statements of the Company, and the Trustees assume no responsibility for their correctness. The Trustees make no representations as to the validity
or sufficiency of this Sixth Supplemental Indenture. 


        IN
WITNESS WHEREOF, the parties have caused this Sixth Supplemental Indenture to be duly executed by their respective officers thereunto duly authorized as of the date first above
written. 



									
	 	 	MOLSON COORS CAPITAL FINANCE ULC
	

 	
 	

By:	
 	

/s/ DOUGLAS N. BECK








	 	 	Name:	 	Douglas N. Beck
	 	 	Title:	 	Assistant Secretary
	

 	
 	
GUARANTORS:
	

 	
 	
COORS BREWING COMPANY
	

 	
 	

By:	
 	

/s/ PETER S. SWINBURN








	 	 	Name:	 	Peter S. Swinburn
	 	 	Title:	 	President














									
	 	 	MOLSON COORS BREWING COMPANY
	

 	
 	

By:	
 	

/s/ DOUGLAS N. BECK








	 	 	Name:	 	Douglas N. Beck
	 	 	Title:	 	Vice President
	

 	
 	
COORS DISTRIBUTING COMPANY
	

 	
 	

By:	
 	

/s/ WILLIAM G. WATERS









	 	 	Name:	 	William G. Waters
	 	 	Title:	 	Vice President
	

 	
 	
CBC HOLDCO, INC.
	

 	
 	

By:	
 	

/s/ DOUGLAS N. BECK








	 	 	Name:	 	Douglas N. Beck
	 	 	Title:	 	Secretary
	

 	
 	
MOLSON COORS INTERNATIONAL LP
	

 	
 	
 By:	
 	
MOLSON COORS INTERNATIONAL

GENERAL, ULC

Its General Partner
	

 	
 	

 	
 	

By:	
 	

/s/ TIMOTHY E. SCULLY








	 	 	 	 	 	 	Name:	 	Timothy E. Scully
	 	 	 	 	 	 	Title:	 	Chief Financial Officer
	

 	
 	
MOLSON COORS INTERNATIONAL GENERAL, ULC
	

 	
 	

By:	
 	

/s/ TIMOTHY E. SCULLY








	 	 	Name:	 	Timothy E. Scully
	 	 	Title:	 	Chief Financial Officer
	

 	
 	
COORS INTERNATIONAL HOLDCO, ULC
	

 	
 	

By:	
 	

/s/ TIMOTHY E. SCULLY








	 	 	Name:	 	Timothy E. Scully
	 	 	Title:	 	Chief Financial Officer
	

 	
 	
MOLSON COORS CALLCO ULC
	

 	
 	

By:	
 	

/s/ TIMOTHY E. SCULLY









	 	 	Name:	 	Timothy E. Scully
	 	 	Title:	 	Chief Financial Officer














									
	 	 	THE BANK OF NEW YORK TRUST

COMPANY, N.A., as U.S. Trustee
	

 	
 	

By:	
 	

/s/ VANETA I. BERNARD








	 	 	Name:	 	Vaneta I. Bernard
	 	 	Title:	 	Vice President
	

 	
 	
COMPUTERSHARE TRUST COMPANY OF

CANADA, as Canadian Trustee
	

 	
 	

By:	
 	

/s/ MICHELLE MENDONCA









	 	 	Name:	 	Michelle Mendonca
	 	 	Title:	 	Professional, Corporate Trust
	

 	
 	

By:	
 	

/s/ MOHANIE SHIVPRASAD








	 	 	Name:	 	Mohanie Shivprasad
	 	 	Title:	 	Administrator, Corporate Trust














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Exhibit 4.5


SIXTH SUPPLEMENTAL INDENTURE